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Board and committees

Composition and functions

Composition of the Board

Board Member % Total Part. Date of appointment Position Category Shareholders represented
Mr. Guillermo José Fernández Vidal 2,399% 23/06/2017 President and CEO Executive
Mr. Enrique Sánchez de León García 0,012% 04/04/2011 Board member Leader Independent director
Mr. Pedro María Azcárate Palacios 0,000% 28/01/2016 Board member Independent
Mrs. Ana María Sánchez Tejeda 0,000% 18/12/2013 Board member Nominee Director Agencia IDEA
Mrs. Laura González-Molero 0,000% 29/06/2016 Board member Independent
Mrs. Emma Fernández Alonso 0,000% 29/06/2016 Board member Independent
Mrs. Carmen Gómez de Barreda 0,000% 27/02/2017 Board member Independent
Mr. Jorge de Casso Pérez 0,135% 26/11/2015 Secretary no executive

Committees of the Board of Directors

Executive Committee

Position Member Category
President Mr. Guillermo Fernández Vidal Executive
Committee member Mr. Enrique Sánchez de León Independent
Committee member Mr. Pedro María Azcárate Palacios Independent

Audit Committee

Chairman Mr. Pedro María Azcárate Palacios
Committee member Mrs. Emma Fernández Alonso
Committee member Mr. Enrique Sánchez de León

Appointment and Salary Committee

Chairman Mr. Enrique Sánchez de León
Committee member Mrs. Laura González-Molero
Committee member Mr. Pedro María Azcárate Palacios

Shareholdings of board members

Shareholder participation

Name of Shareholder % Dir. Part. % Indir. Part. %Total Date Regist. in CNMV
Mr. Guillermo José Fernández Vidal 0,206 2,193 2,399 31/10/2017
Mr. Enrique Sánchez de León García 0,012 0,000 0,012 31/10/2017
Mr. Pedro María Azcárate Palacios 0,000 0,000 0,000 02/02/2016
Mrs. Ana María Sánchez Tejeda 0,000 0,000 0,000 10/01/2014
Mrs. Laura González-Molero 0,000 0,000 0,000 06/07/2016
Mrs. Emma Fernández Alonso 0,000 0,000 0,000 06/07/2016
Mrs. Carmen Gómez de Barreda 0,000 0,000 0,000 09/03/2017

Significant shareholders non-directors of the Board

Name of Shareholder % Dir. Part. % Indir. Part. %Total Date Regist. in CNMV
Eralan inversiones, S.L. 5,218 0,000 5,218 04/02/2016
SANTANDER SMALL CAPS ESPANA, FI 3,412 0,000 3,412 19/06/2017

Professional profile and biography

Guillermo José Fernández Vidal President and CEO [READ MORE]

Mr. Fernández Vidal studied Industrial Engineering and owns a Computer Science Degree. Since 2006, Mr. Fernández Vidal has been Advisor of Telefonica, Counselor of Telefónica O2 Czech Republic, counselor of Telesp in Brazil, Telefonica Spain, and Telefonica Moviles Spain, member of the Advisory Board of Accenture, of NOKIA Spain and also Advisor of Telefonica R & D. Previously, Mr. Fernández Vidal has been a member of the Steering Committee of Amper, Telefonica in Peru, Telefónica in Chile, TPI, Terra, Telefonica Moviles, Via Digital, Unisource and Portugal Telecom. Additionally, Mr. Fernández Vidal has held various management positions within the Telefónica Group, among others, the Managing Director of Business Development, of Affiliate Companies and Contents, General Business Director, Managing Commercial Director and General Manager of Telefónica in Spain. He has also been Chairman of Telefonica Systems, CEO of Telefónica Data and assistant to the Chief Executive Officer. Prior, Mr. Fernández Vidal also worked at NCR and Entel.

Enrique Sánchez de León Independent [READ MORE]

Mr. Sánchez de León García holds a degree in Economics and Business Science from the College of Financial Studies (C.U.N.E.F) and in Law from the National University of Education at Distance; Diploma in Financial Management and Banking, Foreign Trade and Business Management for European Communities by several institutions. He is currently the Managing Director of the Association for the Advancement of Management (APD) since 1998, after serving for 10 years as associate to the management of the above-mentioned institution. Mr. Sánchez de León García is also Head of Madri + d Foundation for Knowledge, (Madrid R&D) Board member of the Institute of Counselors and Administrators, Chairman of the Committee of Professional Development from the Institute of Counselors and Administrators (IC_A), and member of the Advisory Board of Merco. Moreover he is Consultant of Methodia, Avalon and Cuvitt companies.

Ana María Sánchez Tejeda Nominee Director [READ MORE]

Mrs. Sánchez Tejeda has a degree in Economics and Business Administration, is PHD in Economics and is Member of the Grupo Andaluza of the Public Finance of the Andalusian Research Program. Since 1988 she performs duties as Associate Professor in the Department of Applied Economics, Department of Public Finance at the Faculty of Economic Sciences of the University of Málaga. Mrs. Sánchez Tejeda has been Associate Dean of Academic Planning at the Faculty of Economic Science (19891998), Dean of the Faculty of Economic Science (19982003), Vice Chancellor of Faculty of the University of Malaga (20042008) and ViceChancellor of University Business Relations (20082012). Ms. Sánchez Tejeda is now Minister of the Economic and Social Council of Andalusia (since 2010) and member of the Board of the Andalusian Studies Centre Foundation (since 2001).

Pedro María Azcárate Palacios Independent [READ MORE]

Only in Spanish.

Laura González-Molero Independent Director [READ MORE]

Ms. Laura González-Molero has over 25 years experience working in large international corporations in the sectors of Healthcare and Chemical. She began her professional career in 1989 at the pharmaceutical company Roche in the commercial department as a representative and assumed responsibilities until reaching the position of Commercial Director for Spain and Portugal. In 2006 he joined Guerbet as Director General, establishing the company in Spain to develop business in this new territory. She has held various positions at Schering Plough and the biotechnological company Serono where she was in charge of the business in southern and northern Europe. Mrs Laura González has successfully led the integration of the German group Merck with Serono, becoming the new CEO of the Group in Spain. In December 2011 she was promoted to the position of President in Latin America based in Brazil. Among the awards and prizez received, it must be pointed out that Mrs. González Molero was the first woman to receive the award for Executives from the Chamber of Commerce Madrid 2007. The last award was received in January 2016, "Executive Talent" III Edition CincoDías & Manpower. Ms. Laura González is also a Board member of the Adecco Foundation and was a member of the National Council of ApD for eight years. Currently, she is the Independent Director of Viscofan S.L., and Calidad Pascual S.A. and at the present is the Executive Chairman of Bayer HealthCare in Latin America, based in the United States. Her extensive experience in markets and continued pursuit of excellence - strenghtened in prestigious business schools such as IE, Kelloggs, IMD, INSEAD and Harvard Business School , have led Mrs Laura González to become a leader recognized in the industry and an expert on strategy and business transformation in Corporate Governance in Europe and Latin America.

Ms. Laura González-Molero has a degree in Pharmacy from the Complutense University of Madrid and Executive MBA from IE Business School.

Emma Fernández Alonso Independent Director [READ MORE]

Ms. Emma Fernández Alonso is a Telecommunication Engineer from the Polytechnic University of Madrid, MBA, and Global CEO PROGRAM IE, IESE.

Ms. Emma Fernández Alonso has a proven track record in the fields of Information Technology, Security & Defense and Transport & Traffic. She began her career at Alcatel then followed in Telefónica and joined Indra in 1991. Indra has been responsible for strategy for 20 years. From the global view that provides this responsibility, she has managed the key intangible assets for this business: Innovation and development of new supply, Talent Management, Communication, Brand, Institutional Relations, Corporate Governance and Corporate Responsibility. In addition, between 2003 and 2006 she was responsible for M & A and conducted corporate operations wich consolidated the leadership of Indra in Spain and strengthened its presence in Latam. Ms. Alonso Fernández is lecturer and writer, and is actively involved in partnerships and initiatives to promote women's leadership in the business world. Dª. Emma Fernández Alonso is a Telecommunication Engineer from the Polytechnic University of Madrid, MBA, and Global CEO PROGRAM IE, IESE

Jorge de Casso Pérez Secretary no executive [READ MORE]

Only in Spanish.

Carmen Gómez de Barreda Independent Director [READ MORE]

Ms. Gómez de Barreda has more than 25 years of experience working in large corporations in the energy, oil, gas and electricity sectors, with experience both in the private and public spheres. She began her professional career in 1991 in the company Enagás, in the department of cogeneration as technician. In 1994 Ms Gómez joined the international division of the Repsol Group where she held different charges. In 1999, she joined Unión Fenosa as Director of the New Business line.

Subsequently, Ms. Gómez de Barreda was appointed Deputy Director for oil markets by the National Energy Commission (CNE). In 2011 she assumed the position of Director of Institutional Relations and Communication of BP OIL Spain, where she was simultaneously the Vocal of the Association of Operators of Petroleum Products (AOP).

Currently, she is an independent director of Red Eléctrica Corporación, where she also holds the positions of President of the Appointments and Remuneration Committee and Independent Lead Coordinator, as well as a member of the Commission Governance and Corporate Responsibility, which ensures a focus on excellence on Corporate Governance. At the same time, Ms. Gómez de Barreda is currently Director-General of the Strategic Oil Reserves Corporation (CORES)